Prime City One Capital Corp. Completes Licensing Agreement and Closes Financing
11 3월 2011 - 12:36AM
Marketwired Canada
Prime City One Capital Corp. (TSX VENTURE:PMO.H) (the "Corporation" or "Prime
City") is pleased to announce that it has entered into its Technology License
Agreement (the "License Agreement") with Ecotecnos Ltd. and its related company
Geosensing (collectively, "EcoTecnos"). The execution of the License Agreement
is part of the proposed change of business transaction for Prime City (the
"Transaction"). The now executed License Agreement will, upon closing of the
Transaction, provide Prime City with the use of EcoTecnos' satellite detection
and bioremediation technologies (the "Technologies") by way of exclusive
licenses (the "Licenses") in exchange for 19.99% of Prime City's issued and
outstanding common shares. The Licenses enable Prime City to have the indefinite
use of the Technologies for all of the Middle East and North Africa ("MENA")
region. For countries outside of the MENA region and excluding South America,
the Licenses permit Prime City the right of first refusal for the commercial use
of the Technologies on similar terms, subject to Prime City generating sales in
those countries within three years of the Transaction closing. The License
Agreement also provides for a continuing royalty payable to Ecotecnos in the
amount of five percent (5%) of the gross value of all contracts entered into by
the Corporation for the use of the Technologies.
As previously announced and subject to shareholder and NEX approval, the
Licenses will enable Prime City to effectively change its business through the
execution of a new business plan that will enable Prime City to utilize the
fully-commercialized and patented Technologies to offer services that solve
varying environmental problems. The satellite detection service that Prime City
will be able to offer will be used to generate 2D images of underground water,
oil spill areas, oil lakes or sludge pits, as well as properly estimate the
volume, dimensions and underground penetration of the hydrocarbon contamination
up to a depth of 150 meters. This satellite detection service will enable
national oil companies, federal agencies and oil remediation service providers,
among others, to have an accurate visual definition, assessment and measurement
of each individual oil lake, sludge pit or specific oil leak in order to allow
an in-depth analysis of clean-up project costs and to better understand the
scope of the environmental damage. EcoTecnos has completed over 1,000 projects
using satellite detection technology to geo-reference hydrocarbon pits, oil
spills, and to identify underground water resources.
EcoTecnos' bioremediation technology will enable Prime City to provide an
economical and safe method for the cleanup of oil spills and contaminated soils
by decomposing contaminants utilizing beneficial microbes, surfactants and
micronutrients. EcoTecnos are pioneers in bioremediation and have patented a
specific strain of bacteria that is capable of remediating oil-contaminated soil
in harsh environmental conditions. The EcoTecnos patented bioremediation product
is fully commercialized and has been used successfully in South America in
various remediation projects.
EcoTecnos has been providing services utilizing these Technologies exclusively
in South America over ten years to a range of South American clients, including
ENAP (the Chilean National Oil Company) and the Latin American operations of
Shell, ESSO and BHP Billiton.
As previously announced and in conjunction with the proposed change of business
for Prime City, the Corporation will (subject to receipt of necessary approvals)
change its name upon closing of the Transaction to BioSat Corporation.
In addition, Prime City is pleased to announce the closing of its previously
announced private placement financing for aggregate gross proceeds of $350,000
of units (each a "Unit") at a price of $0.05 per Unit. Each Unit consists of one
common share in the capital of Prime City (a "Common Share") and one-half of one
common share purchase warrant (a "Warrant"). Each whole Warrant will entitle the
holder to acquire one additional Common Share at a price of $0.10 for a period
of 1 year from closing. The proceeds from this offering will be used to fund
costs associated with the ongoing operation of the Corporation, including
general working capital and future restructuring costs. The Common Shares and
Warrants issued in connection with the private placement are subject to
statutory four-month hold periods in accordance with applicable securities laws.
Reader Advisory
This press release should not be considered a comprehensive summary of the terms
of the Transaction described above. Additional information may be required by
the NEX and/or the TSX Venture Exchange and may be disseminated at a future date
following a satisfactory review by the NEX and/or the TSX Venture Exchange.
Trading of the common shares of Prime City will remain halted pending receipt
and review by the NEX and/or the TSX Venture Exchange of acceptable
documentation regarding the Corporation following completion of the Transaction.
The proposed Transaction has not been approved by the TSX Venture Exchange and
remains subject to TSX Venture Exchange approval.
Completion of the Transaction is subject to a number of conditions, including
but not limited to, TSX Venture Exchange acceptance. The Transaction cannot
close until the required approvals are obtained. There can be no assurance that
the Transaction will be completed as proposed or at all.
Except for statements of historical fact, this news release contains certain
"forward-looking information" within the meaning of applicable securities law.
Forward-looking information is frequently characterized by words such as "plan",
"expect", "project", "intend", "believe", "anticipate", "estimate" and other
similar words, or statements that certain events or conditions "may" or "will"
occur. In particular, forward-looking information in this press release
includes, but is not limited to, statements with respect to timing and
completion of the Transaction, satisfaction of the conditions precedent to the
completion of the Transaction and the anticipated business of the Corporation
following the completion of the Transaction. Although we believe that the
expectations reflected in the forward-looking information are reasonable, there
can be no assurance that such expectations will prove to be correct. We cannot
guarantee future results, performance or achievements. Consequently, there is no
representation that the actual results achieved will be the same, in whole or in
part, as those set out in the forward-looking information.
Forward-looking information is based on the opinions and estimates of management
at the date the statements are made, and are subject to a variety of risks and
uncertainties and other factors that could cause actual events or results to
differ materially from those anticipated in the forward--looking information.
Some of the risks and other factors could cause results to differ materially
from those expressed in the forward-looking statements include, but are not
limited to: general economic conditions in Canada, the United States and
globally; industry conditions, including fluctuations in commodity prices;
governmental regulation of the resources industry, including environmental
regulation; geological, technical and engineering problems; unanticipated
operating events; competition for and/or inability to retain services and
inputs; the availability of capital on acceptable terms; the need to obtain
required approvals from regulatory authorities; stock market volatility;
volatility in market prices for commodities; liabilities inherent in resource
operations; changes in tax laws and incentive programs relating to the resources
industry; and the other factors described in our public filings available at
www.sedar.com. Readers are cautioned that this list of risk factors should not
be construed as exhaustive.
The forward-looking information contained in this news release is expressly
qualified by this cautionary statement. We undertake no duty to update any of
the forward-looking information to conform such information to actual results or
to changes in our expectations except as otherwise required by applicable
securities legislation. Readers are cautioned not to place undue reliance on
forward-looking information.
Prime City One Capital (TSXV:PMO.H)
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부터 11월(11) 2024 으로 12월(12) 2024
Prime City One Capital (TSXV:PMO.H)
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부터 12월(12) 2023 으로 12월(12) 2024